SILA REALTY TRUST, INC. Item 1.01 Entry into a Material Definitive Agreement.
The information reported in Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
On
The Company may use the proceeds of the New Term Loan Agreement for the acquisition of real estate investments, tenant improvements and leasing commissions, repayment of existing indebtedness, to finance working capital needs and capital expenditures, and for other general corporate purposes of the Company and its subsidiaries. The Company may prepay the loan at any time, subject to certain notice requirements.
The New Term Loan Agreement is pari passu with the Company's existing
Borrowings under the Unsecured Credit Facility are guaranteed by SROP, and
certain other subsidiaries of the Company, pursuant to Guaranty Agreements in
favor of
At the Company's election, loans under the Unsecured Credit Facility may be made as Base Rate Loans or Secured Overnight Financing Rate ("SOFR") Loans. The applicable margin for loans that are Base Rate Loans is adjustable based on a total leverage ratio, ranging from 0.25% to 0.90%. The applicable margin for loans that are SOFR Loans is adjustable based on a total leverage ratio, ranging from 1.25% to 1.90%.
The Unsecured Credit Facility contains customary financial and operating covenants, including covenants relating to a maximum consolidated leverage ratio, maximum secured leverage ratio, fixed charge coverage ratio, minimum consolidated tangible net worth, maximum distribution/payout ratio, and covenants restricting the incurrence of debt, imposition of liens, and entrance into affiliate transactions.
The material terms of the New Term Loan Agreement are qualified in their entirety by the terms of the agreements attached hereto as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.
Forward-Looking Statements
Certain statements contained in this Current Report on Form 8-K, other than historical facts may be considered "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and are intended to be covered by the safe harbor provided by the same. All statements other than statements of historical facts included in this Current Report on Form 8-K, including statements regarding the use of proceeds of the Company's loans, the availability of such proceeds and potential loan elections and prepayments, may constitute forward-looking statements. No forward-looking statement is intended to, nor shall it, serve as a guarantee of future performance. You can identify the forward-looking statements by the use of words such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "outlook," "plan," "potential," "predict," "project," "seek," "should," "will" and other similar terms and phrases, including references to assumptions and forecasts of future results. Forward-looking statements are subject to various risks and uncertainties, and factors that could cause actual results to differ materially from the Company's expectations, including the risk that the expected benefits of the Company's pure-play
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healthcare REIT strategy are not achieved and that, the availability of suitable investment opportunities, changes in interest rates, the availability and terms of financing, general economic conditions, market conditions, legislative and regulatory changes could adversely impact the business of the Company. In addition to these mentioned factors, there are other factors, including those described under the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended 2021, a copy of which is available at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether, as a result of new information, future events, or otherwise, except as required by law.
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Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1* Term Loan Agreemen t, dated as of May 17, 2022 , by and among Sila
Realty Trust, Inc., as Borrower, the lenders from time to time as party to the
Term Loan Agreement, Truist Bank, as Administrative Agent, and Truist
Securities, Inc., BMO Capital Markets Corp., Capital One, National Association,
and Wells Fargo Securities LLC as Joint Lead Arrangers and Joint Book Runners.
10.2 Guaranty Agreement , dated as of May 17, 2022 , by and among Sila
Realty Operating Partnership, LP, Sila Operating Partnership, LP, and Sila REIT,
LLC, each a Required Guarantor, and collectively, the Required Guarantors, and
each of the subsidiaries of Sila Realty Trust, Inc., as Borrower, that are
signatories to the agreement and each additional guarantor that may become a
party to the Guaranty Agreement, individually and collectively, jointly and
severally, the Guarantors, to and for the benefit of Truist Bank, as
Administrative Agent, for itself and the lenders listed in the Guaranty
Agreement.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
* Certain schedules and exhibits to this agreement have been omitted pursuant to Item
602(b)(10) of Regulation S-K and the Company agrees to supplementally furnish to the
Securities and Exchange Commission a copy of any omitted schedule or exhibit upon
request.
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